A Royal Guard in Ponyville
by Steel and velvet
Summary: Luna's personal guard get in trouble with Princess Celestia. At the same time, the princess wonders if, and when, her student will be ready for that special friendship between a mare and a stallion. Drama, action, romance, humor, Pinkie Pie! Yay!


**Alrighty. So let's get one or two things out of the way here. This is a Twilight/OC, Luna/OC, and some slight Twi/Luna shipping. I promise to keep things tasteful, and no threesomes will be mentioned aside from jest. Also anthro-ponies. Because I have creativity OOZING FROM MY EVERY ORFICE. *heavy sarcasm* So, shall we begin?**

** ~Steel and Velvet**

Chapter 1: Mithril

There was a knock on the thick wooden door. Mithril looked up from his book, a fiction he had picked up earlier that day from the library. He had needed to wake up early to obtain it, as the unicorn guard worked the "night shift" as it were. He stood and pushed a stray lock of pitch black hair from his amber eyes. He stretched his arms above his head, checking himself in the mirror. His grey fur was puffed out in some places, nowhere his armor wouldn't cover though. And he didn't even bother fooling with his perpetually blown back hair.

"Come in!" He called in his soft tenor as he slipped on the dull silver plates and leather of his armor. The door opened and in stepped his nightly charge.

Princess Luna was a small and petite alicorn. Her wings, the same shade of deep blue as the rest of her coat, were folded neatly behind her back. Her light blue hair fell nicely over her face as she turned a soft smile on him. Though her smile was soft and gentle, her teal blue eyes always held a mischievous sparkle in them. A youth that sometimes made it hard to believe she was well over a thousand years old.

"You're late, Mithril. I've already raised the moon!" The young goddess laughed. He blushed a little.

"My apologies, your highness." He said, slipping into his armor as quick as he could, almost tripping over his own two hooves once or twice. "You see the library had finally gotten a book I'd been hoping to read and I lost track of time."

"Is that so? Well, what book is it?" She asked, her eyebrow arching inquisitively.

"In Fire Forged. It's a book I'd heard about from a friend of mine and I had decided to try reading it." He responded as he settled the last piece over his arm and checked his sword belt.

"It must be interesting, if it pulled you away from your constant training. " She responded, rolling her eyes. He shrugged his shoulders.

"Well, when one isn't as strong as an earth pony, fast as a Pegasus, and less magically inclined than most unicorns, they have to make up for it with something."

"Yeah, but I haven't seen you relax. Like ever."

He shrugged again "My nights with you are relaxing. " He told her. "Speaking of which, what did you have planned for tonight, Princess?" He asked.

"Oh, I thought I'd just sit for a while, studying various tax laws. Maybe polish Abacus. Then I think I'll…." Her serious composure broke as they both nearly fell over laughing.

"Okay, but seriously?"

"Well… I was thinking of sticking all the furniture in the guestrooms to the ceiling."

"And then do the same in the throne room?"

"And in the dining hall, and maybe even in the library."

The two notorious pranksters grinned at each other as they walked off to complete the nights work. They normally only pulled pranks on a large scale once a month. Maybe twice. And tonight, under the full moon, was as good a night as any.

**~{{{{(I)}}}}~**

Celestia looked up at her sister's latest escapade and shook her head with a soft laugh. She would need to punish Luna, as well as Mithril. But as there was no real harm done, it wouldn't be too harsh. In fact, the Sun Goddess found the idea hilarious. The entire layout had remained the same, but upside down. There were even chandeliers sticking straight out of the floor! The spell was easy to dispel, and there was no destruction, but it was a significant inconvenience.

She knew Luna's punishment. The benefits of being family were many. One of them was she could legitimately send her sister to her room. However, Mithril's punishment would be a bit harder to decide. Firing him was out of the question. His skill with the sword was unnatural, and he trained almost every single guard in the castle. He was also Princess Luna's personal guard, which meant she had the final say over his employment status.

Suddenly, green fire floated gracefully from the air, and deposited a scroll in her hands. She broke the seal, smiling softly. It was her student, Twilight Sparkle's latest friendship report. A little early, she thought, as it was only noon. She read silently over the contents of the short, simple letter.

_Dear Princess Celestia_

_Today I learned the value in knocking, as there are some forms of friendship which belong to only two people. Such as that between Fluttershy and Big Macintosh. _

_Your faithful student, Twilight Sparkle_

_P.S. What exactly does Rainbow Dash mean when she talks about "eating carpet?" It sounds rather foul to me._

Princess Celestia barely stifled a laugh with a willpower honed over a thousand years. Her student hadn't dealt much with other ponies, and could come off as a bit clueless and sheltered. However, her time in Ponyville seemed to do her some good. With a little more social interaction, she might even be ready for a relationship with a colt!

Celestia could almost hear the click as the imaginary light bulb lit up over her head. She had thought of a way to kill two birds with one stone. She turned and walked quietly over to the library, watching as various unicorns righted couches, chairs, beds, and other things. She sat at a desk and took a quill in hand, scratching away on a parchment.

Slowly Celestia's grin grew ever so slightly askew. Luna had called it her "troll face" at one time, commenting on the similarities to the grins of trolls from storybooks. Celestia normally wore it when she set a plan in motion that would inevitably end with her laughing her cutie mark off.

**~{{{{(I)}}}}~**

Twilight Sparkle sat in her study, pouring idly over a work of fiction. It was fairly well written, she noted as she turned the page, if a tad predictable. Fiction had always been her guilty pleasure. Tales of adventure, romance, action, titanic power clashes. If it was fiction, she'd read it. _Well written or not_. She noted to herself, noting a particularly bad work about vampire ponies. She had picked it up because it resembled her name, and had regretted it ever since.

This particular work was entitled _In Fire Forged_ A story of chosen ones, evil wizards, and powerful swordsmen. She had heard about it in a magazine and found a copy in the library, so she had set it down and began reading. It helped get her mind off of catching Fluttershy and Big Mac in the act. She blushed as she recalled the sight, and shook her head furiously, causing her assistant, Spike, to look at her in confusion.

"Uh, Twilight? Is something-URP!" He began, interrupted by a belch as a scroll materialized from green fire. Twilight blinked and looked it over.

"It's a letter from the Princess!" She exclaimed, part interested, part confused. The Princess rarely sent response letters, and very rarely as soon as this one had arrived.

"Well, what's it say?" Spike asked, tilting his head slightly.

"Let me see." Twilight said, breaking the seal.

_My Faithful student, Twilight Sparkle_

_Indeed there are aspects of friendship which belong to only two ponies, and often they occur behind closed doors. _

_This aside, I have a favor I must ask of you. My guard trainer, and Luna's personal guardscolt, a unicorn by the name of Mithril is coming to Ponyville on my orders. He is a bit of a night owl, and thus does not get much social interaction. I must ask if you had a spare room he could stay in while he was there. I have a feeling that he would get along well with you and your friends, and the time spent with other ponies will help bring him out of his shell as it were._

_Signed,_

_Princess Celestia_

_P.S. What Rainbow Dash is talking about is one of the aforementioned aspects that take place behind closed doors._

Twilight Sparkle blinked at the letter in her hands, blushing a little as she read the post script. Princess Celestia wanted to send a colt to live with her? Granted, it would be for a short while. And she had indeed met Mithril while living in the castle. He was only a little older than her, and while friendly, was very introverted. They had shared one or two words, and he had shown her around the castle her first time there.

"Well?" Spike insisted, breaking her train of thought.

"Oh! Well, she wants us to help out a colt she's sending here. Do you remember Mithril?"

"Kind of. He was the little grey unicorn who trained the guards, wasn't he?"

"Yes. Well, she wants him to live here for a while. She says he needs to get more social interaction."

"That sounds fine. He seemed like a nice guy when I met him."

"So you don't have a problem with it?"

"No, not really. It's a little weird that she would want to get rid of him for any amount of time, but she probably has a reason." The little dragon tapped his chin as he spoke.

"Well, alright. Spike, take a letter."

**~{{{{(I)}}}}~**

Mithril looked up at the combination tree and building, his hand resting on the hilt of his sword. A habit based solely on, well, habit. He sighed and shook his head, walking up to the door and raising his hand to knock, shifting the suitcase he held over his shoulder. Princess Celestia had sent him off to Ponyville, suspending his duties temporarily. It was probably punishment for his and Luna's little prank. _Totally worth it_. He thought idly as the door opened and he was greeted by a beautiful filly.

He shouldn't have said filly. Twilight Sparkle had grown into a fine mare. She wore a simple shirt and jeans that blended well with her light purple coat and her three tone purple, pink, and dark blue hair. She smiled, her purple eyes shining slightly in the shade of the tree.

"Hello there. You must be Mithril?" She asked.

"Um, yes, that's me. My, Miss Sparkle, you've certainly grown since I last met you." He commented, making a point not to let male instinct draw his eyes downward. She blinked as she noticed the sword on his hip.

"Um, do you always carry that?" She asked curiously. Not fearfully, he noted. Curiously.

"Well, when travelling, yes. Bandits and such."

"Ah, yes. Makes sense. That's an odd sword. It looks almost like a scimitar, but it's straight." She said, scratching her chin.

"Why, yes. It's a custom sword. My father had it made when I became the castle's Sword Master." He responded. "It's kind of a combination scimitar and broad sword."

"Ah, I knew it seemed odd. It's a nice looking sword. You will have to excuse me, I know the various shapes of sword from my studies in warfare, but I don't know the practical application. Oh! Where are my manners? Please, come inside." She said, stepping aside and gesturing him in.

It was a library, as he had been told. He wondered if they had the sequel to _In Fire Forged_. Books lined shelves built into the wood of the tree itself. Twilight began up a curving staircase, waving at him to follow.

"This is the actual library area. Do you read often?" She asked, stopping in the middle of the staircase as he walked.

"Why, yes, every chance I get. No real genre, I just read whatever catches my eye." He responded.

"Well, I'm sure you'll find plenty to read in here." She said as she continued up the stairs. Mithril noticed a slight tension in her frame, and her eyes kept darting back to him. She was certainly friendly, but he got the feeling that she didn't often have strangers over, which he could understand. It seemed she was trying to give a good impression. "This is kind of our living room. I know it's not a lot, but it suits us." She said when the past the second floor of the library.

"It's quite comfortable I must say." He noted, looking around at the rather ordinary living room. A couch, a couple chairs, a table. Typical things. The room took up half the third floor. Aside from the stairway down, and another leading up which she continued on to.

"Thank you, and over there is the kitchen." She noted, pointing to a doorway across from them. "There's also a bathroom through there on the left." She mentioned as she began up the stairs and into a hallway. And down to one of the doors on the left. "And this is you room, Oops! That's a closet." She said with a nervous chuckle as she walked to the second door." _This_ is your room." She said opening the door.

The room was sparsely decorated. There was a fairly large bed, a small desk, a dresser, a nightstand, and lamp. But not much else covered the quaint, well lit room he stepped into. He looked out the window and smiled at the view. He could see most of the small town from this point.

"Thank you very much for having me, Miss Sparkle." He said turning around and bowing slightly at his hostess.

"Oh, please. You can just call me Twilight. And the pleasure is mine." She said, curtsying in return to him. He laughed softly and shook his head as he undid his belt. She blushed for a moment watching him before she realized he was removing his sword.

"Well, thank you none the less, Twilight." He said, tossing sword, belt, belt, and suitcase onto the bed.

"You're very welcome, Mithril. I'll just let you get settled in. I have to go and make sure that the returns are put away, and dinner should be ready soon, and there's a bathroom and shower right over there." She said, pointing across the hall.

"Thank you, Twilight, I look forward to it." Mithril said with a nod as she left and shut the door. He scratched his head lightly. Maybe his stay here wouldn't be so bad. Twilight certainly was a nice mare, and so far a good hostess. Though he did know he'd miss Luna. He chuckled a little, not regretting their joke in the slightest, and even wondering what Luna had in mind for the next one.

He unzipped his suitcase and reached in, pulling out a fresh set of clothes, and a towel, before he stepped out into the hall and into the shower. Now came the part he was looking forward to. A hot shower after a long trip.

**~{{{{(I)}}}}~**

Twilight smiled as she slid a book on the history of Equestrian economics onto the shelf. While he didn't say much, Mithril came off as a friendly pony, if a little odd. She figured, with time he'd come out of his shell. She slipped the last book into place and locked up the library for the night before heading upstairs. She found Spike sitting in a chair, flipping through the pages of a comic book.

"Hey, Spike." She said, flopping into the couch.

"Hey, Twilight." He said, not looking up from his comics.

"So did you meet Mithril yet?"

"Not yet. I think he's in the shower. I didn't see him in his room."

"Aaah, probably then. He did walk all the way from Canterlot."

"Yeah, Probably."

" So, what do you think we should do for dinner?"

"Rubies would be good." He said, looking up from his comic finally.

"Alright. I suppose I can afford that for tonight at least. I think I'll go see if Mithril's done yet, and ask him what he would like for dinner." Twilight said as she stood up and headed up the staircase. She noticed Mithril's door was a little ajar, so she pushed it open and looked in.

Mithril was zipping up a fresh pair of pants, his stomach and chest bare. She noted the well toned muscles of his arms and torso. Most of the guards she had met were big, burly ponies, almost the size of Big Macintosh, but Mithril was only a little taller than her, and very skinny. The various bands of muscle shifted each time he moved, causing the light to play differently across his coat. She found herself lost in thought to the point where she didn't notice him turn and look at her.

"Um, Miss Twilight?"

She shook herself out of her reverie and blushed softly. "Uh, sorry about that. I was wondering what you'd like for dinner?" she asked, glancing down every once and a while.

"Oh, anything is fine. I don't want you to go out of the way for me. I mean, you are already letting me stay in your home." He said. She forced herself to ignore the effect his damp fur had on his body, accenting every line. She mentally smacked herself for acting like a hormonal school filly. He was the castle Sword Master. It stood to reason he'd be… well built.

"Well, still, I'd like you to feel welcome. Is there any particular preference you may have?"

"Well, I do normally enjoy spicier foods." He said in a half question.

"I think we can do that. I'll send Spike up to tell you when it's ready." She said, backing slowly out the door.

"Thank you, very much." He said, smiling as she left.

Mithril tilted his head slightly. He had noticed Twilight fidgeting a little when she walked in, as well as looking down. He checked his fur to make sure there wasn't anything wrong, and shrugged when he found nothing. He took his shirt and slipped it on. She probably just had something on her mind.

Twilight continued berating herself as she cooked up a small dinner. She was glad he hadn't noticed, or if he had, he hadn't said anything. She reminded herself of knocking constantly as both this, and the Fluttershy incident played through her mind.

And deep down, under her initial thoughts, a little voice in her head spoke up. That little voice everypony has that speaks their innermost thoughts and desires, or just their hormones. In this case, it was the latter.

_I think I'm going to like this._

**~{{{{(I)}}}}~**

Twilight slowly woke up and grumbled a little. She hadn't been able to get much sleep that night. She slowly stood up out of bed and almost walked out clad in nothing but her undergarments, before she remembered her new guest. She quickly slipped on a pair of rarely used pajamas and walked downstairs to the kitchen. She stared groggily, only half remembering grabbing the cup that was now filling up with water. She turned off the faucet and took a sip, and nearly chocked when she heard a loud clang below. She set down her glass and slowly, and quietly stepped down into the library.

There was no activity on the second floor, but the clanging got louder at this point. She moved as quickly as she could down to the first floor and outside. The clanging was almost constant now, and coming from around the back. She crept around, sticking close to the wall, and stared wide eyed at what she saw.

Mithril stood with his sword held low in a defensive stance. Sweat coated his fur and Twilight noticed a discarded shirt laying a few feet away from her. He was surrounded by various figures, like ponies made of a wispy shadow substance. There were five of them, each wielding different weapons. One held a pair of heavily curved scimitars, another a double headed axe. A third held a long spear-like weapon while the fourth whirled around a chain. The fifth, using a buckler and short sword, was engaged with Mithril.

The sword and shield shadow lunged with his shield, aiming to bash Mithril. He stepped to the side and leapt back quickly as the shadow darted out with its sword. Mithril rocked back from a swift cut and suddenly lunged forward, his sword lashing out like a viper and catching the figure in its chest. There was a "poof" sound as the shadow fell away, vanishing into the night.

Almost without pause, the chain user lashed out, wrapping his chain around Mithril's leg. This didn't go unnoticed by the experienced fighter, who dropped his stance and locked his legs. The shadow pulled hard on the chain, but to no avail, as the unicorn didn't budge an inch. They stood there for a time, locked in a tug-of-war, before Mithril suddenly leapt with the shadows next tug, flying forward with great speed. His sword clashed against the length of chain held up of the dark pony's head. The unicorn lash out with a hoof, catching the unsuspecting shadow in the stomach, it crumpled, and fell away as Mithril's sword passed through its neck.

On cue, the axe user stepped forward, hoping to take advantage of Mithril's recovery time, with no luck. Mithril side-stepped the monstrous swing and brought his sword forward. The slow moving axe was no help against the quick thrust that embedded the sword in the shadow pony's neck. The spear user stepped out with a wide swing, and met resistance as Mithril held up his sword. The spear whirled around and they moved into a thrust, which Mithril quickly parried. There was more clanging of steel on steel as the shadow began a series of swift, powerful thrusts, which Mithril knocked away, waiting patiently for an opening.

He found one. As the shadow pulled back for another thrust, Mithril stepped in, his fist caught his opponent in the side of the head, causing it to reel back. Mithril launched into a powerful swing, his blade passing through the creature's midsection. The two sword shadow leapt through the wisps of shadow that its comrade had become, and swung furiously at Mithril. There was a steady sound of ringing steel as the two fought, neither gaining any ground on the other, both waiting for the opening in the others defense.

Twilight stood transfixed on the fighters. Mithril's sword moved quickly and gracefully, as if he were dancing, while the other's swords moved in a blur of movement. Mithril seemed to see nothing but the opponent, and though the shadow pony had no eyes, it too seemed locked in the fight.

Suddenly, Mithril stepped back, which was what the shadow was waiting for. It lunged in, swords leading, one going high, the other going low. It found its arms thrown out to the side as Mithril knocked them away with a powerful curve of his sword. Not wasting any time, the unicorn struck. His sword passed quickly and easily through the heart of the thing, and it fell away.

Mithril dropped his sword and stood there, hands on his knees as he tried to catch his breath. Twilight quickly moved towards him. He seemed to notice. She stopped in her tracks as he whirled around, holding up his hands in an aggressive stance, his almost yellow eyes glowing with an inner fire. He dropped his stance and the fire died away as he recognized her.

"Hello Miss Twilight. I'm sorry, did I wake you?" He asked politely.

"No, no, I woke up to get some water and heard you fighting. Who were those? Why were they fighting you?" She asked, running up to him and immediately checking him for wounds.

"Um, they were training dummies." He said in an awkward, apologetic tone, scratching his head shyly. She blinked and looked up at him.

"Training dummies?" She asked. In response, his horn glowed, and a new shadow figure appeared, holding a sword similar to Mithril's.

"It's a spell I learned, to improve my swordsmanship." He said, wincing as he gestured. The figure disappeared and Twilight blinked. "I am sorry about that."

"You had me worried for a minute there. Come inside, let me get you cleaned up." She said, noticing a number of thick welts, and even places where the skin had broken and dyed the fur red. He nodded and picked up his shirt, sheathing his sword. She led him back inside and into the living room, where she had him sit as she brought out a small bowel full of hot water and soap, as well as a cloth.

"You don't have to do this, you know." He said shyly as she began lightly cleaning the wounds that had split open.

"Well, I want to. You don't do this every night, do you?" She asked, scrubbing gently at a particularly stubborn red spot on his side.

"Yes and no. Normally I only spawn one or two, but tonight I was feeling more energetic, so I used seven." He answered, wincing as he felt soap on the small gash. Twilight looked up at him and blinked.

"Seven? You had already finished two when I got out there then." She said, going back to cleaning. Once the worst of the wounds, light as they were, were dealt with, twilight began noticing the heavy smell of sweat around him. Oddly enough, she thought to herself, it wasn't unpleasant. The sweat caused his coat to shine softly in the light, once again exaggerating his muscles, which bulged now, after the exercise. She found herself staring particularly at his chest, which expanded with every deep breath.

"Probably." He said, nodding, not seeming to notice her stare. She bandaged a wide gash that had formed on his side. It wasn't deep enough to need stitches, but it was too long for a normal band-aid.

"There. All done. And next time you want to fight seven people at once, let me know so I can get this stuff ready before hand." She said in a slight admonishment as she stood and looked him in the face.

"Of course, Miss Twilight."

"And you can drop the 'Miss.' It's just Twilight." She said with a soft smile.

"Alright then, Twilight." He responded with a smile of his own.

"Good. Now you should take a shower and head to bed." She told him, helping him off the couch. He nodded and headed up the stairs. Twilight took the bowel, towel, and unused first aid supplies back into the bathroom and put them away. When she came out, she noticed Mithril's shirt draped over the couch. She looked around, making sure no one was around before picking up the shirt and looking it over.

The smell was powerful. Not unpleasant though. It was a hard to describe scent. It was musky, and just a little sour. She decided it was a very colt like smell. The shirt was sleeveless and stretched a little. Various spirals and lines of color covered the left side of the black shirt in no particular design. It was rather nice looking, something Rarity might appreciate, but it was also quite obviously a working shirt. She had seen shirts of similar texture in Applejack's closet, and had even borrowed one for when she helped with the apple bucking.

She took the shirt upstairs to her room, now wide awake, and put it in with her dirty clothes, before grabbing the hamper and dumping it unceremoniously onto her bed, separating whites from colors. She filled the hamper once again with colored clothes, including Mithril's shirt and carried it downstairs. She found Mithril in the kitchen, swiftly chopping something as a couple of pans heated up. He turned to her and smiled, shrugging.

"I decided to make breakfast for everyone, since it's almost morning I mean." He said shyly. She smiled a bit.

"Well thank you. I'm going to wash some clothes, your shirt is in here as well." She told him.

"Oh! I'm sorry, I forgot about that. Thank you, very much." He said with a smile before turning back and continuing his chopping.

"You're welcome." She responded as she walked to a door across from the bathroom. There wasn't much in the small room aside from a washer and dryer. She threw the assortment of clothes in, added soap, and began the wash, before stepping out and blinking.

She had been in the wash room for all of a couple of minutes, and her kitchen now looked like a restaurant's. Small piles of chopped ingredients were arranged neatly on a cutting board, while Mithril stepped quickly about, stirring, flipping, and adding the various ingredients he had prepared. He was as focused on the task as he had been on the fight, His eyes and face lighting up the room even more than the overhead light.

She blinked as he worked, seeming to notice nothing but the work in front of him. She carefully walked around into the living room, hoping not to interrupt. Just in the time she had known him, she had noticed a few things. One of them was that he seemed happiest when he was active. During the fight, he had been focused, but his face had lit up similar to how it was now, in the kitchen.

The other thing was he didn't seem to much care for shirts, she noted, blushing a little. She didn't have a problem with it, but given her experience with colts, or lack thereof, her hormones acted up like a filly's. She hadn't dealt with many ponies under Princess Celestia tutelage, and even less with male ponies. So at the time a normal filly her age would have been dating and fooling around with boys, she had been studying under the Princess. Did that mean that her natural instincts, delayed and suppressed as they had been, were finally coming to surface? The logical part of her mind thought it was an interesting theory. The part of her mind that had a tendency to panic, however, was on full alert. If her theory was correct, then that meant nine years of denied hormone induced emotions were coming out in full force, and all directed at one male.

And a third part of her mind, the one that held nine years of denied emotion, was busy thinking a number of things that involved a certain grey colt and closed doors. The most prominent thought amongst all three parts of the brain, likely cause by the hormonal part, was "I wonder if he's as big as Big Mac?"

She shook her head and looked into the kitchen. Mithril hadn't noticed her and was still focused on his work. She prayed to Celestia that one of the spells he knew wasn't telepathy, as she watched his tail swish Idly.

_Damn it all_. She thought. _Now I'm thinking about his butt._

**~{{{{(I)}}}}~**

Mithril had made a lovely breakfast, consisting of cheesy omelets, each with a generous serving of homemade salsa, and a side of fried potatoes. The taste of the omelet was exquisite , spicy, without being impossible to eat and, oddly enough, carried just the slightest bit of sweetness.

"It's the apple." Mithril explained when Twilight commented. "It, combined with the dairy products, balance out the spice, so you get the kick, without rolling on the floor in pain."

"I see. Where did you learn that?" Twilight asked curiously

"Well, I am a single male after all." He said with a wry smile. "The alternative was ramen, and I like being able to fit into my pants." Twilight giggled. Maybe it was just her, but Mithril, while indeed quiet, didn't really have much of a shell. Celestia forbid she question…well, Celestia, but he seemed to get on just fine with other ponies. Maybe he'd act different later today, when she introduced him to the others.

They packed up their dishes and Twilight went upstairs to change. She laughed a little when she noticed that Spike was still asleep. She got changed from her pajamas into a white t-shirt and a pair of blue jeans, and went downstairs to find Mithril already dressed. He was wearing black jeans and another one of those tight, sleeveless shirts this one a purple similar to her pelt, with a denim jacket line with fur over top. He smiled and nodded and greeting and she waved, and they stepped outside.

It was still fairly early in the morning, the sun just up above the horizon, but still, ponies wandered Ponyville, going about their daily business. Twilight wondered who to visit first, and decided Rarity would be the closest, and the easiest. She wasn't sure Mithril was ready for a certain wild pink pony yet.

They walked through the town until they got to the Carousel Boutique. It was a tall, colorful building, which resembled its namesake. When they stepped inside a tiny bell somewhere rang. The shop was filled with dresses which Mithril assumed were fashionable, as he didn't keep up with trends much. They were, however, very nice looking. Some had a few more jewels than his taste called for, but he didn't wear dresses anyway.

"Welcome to the Carousel Boutique." A soft, sophisticated voice rang out from a staircase, "Oh! Hello Twilight. What are you doing here so early in the morning? And who, may I ask, Is your friend?" the white unicorn in the form fitting dress asked, the last part carrying a tone Mithril wasn't familiar with, but it seemed to hint at something.

"Good morning, Rarity. This is Mithril. He's new in town. He just got in front Canterlot yesterday, and he's staying with me for a while, so I decided to introduce him to everyone." Twilight responded. "Mithril, this is Rarity. She's Ponyville's lead fashion designer."

"Canterlot!" exclaimed the mare, her face immediately lighting up as she walked up to him. "Oh, I simply must ask, why have you come to this plain little town all the way from Canterlot?" She asked.

"Oh, no particular reason. Just taking a short vacation from the guard." He lied. "Princess Celestia recommended it and offered to ask Twilight if I could stay with her for the duration."

"Oh my! Princess Celestia _herself_ recommended it _directly_ to you? You must be someone of _**great**_importance!" She said excitedly.

"Oh, not really. I'm just the castle's Sword Master." He said shyly, "And Luna's personal guard." He noted a little quieter. Proud of his station as he was, he hoped he wasn't bragging. The white Unicorn looked at him and surprise, and her eyes lit up even more.

"Princess Luna's _personal_ guard? Oh, you must be so close to her." Finally a tone the warrior recognized. He figured Rarity had found a way to exploit his station. Judging from her shop's inventory he could warrant a guess as to what it was.

"I'm sure Miss Luna would be more than happy to come to you the next time she needs formal attire." He said to the unanswered question. Both Rarity and Twilight blinked in surprise. It was the blink that asked 'How did he do that?' It appeared to break Rarity's train of thought completely.

"Well, I uh, I would be honored!" She said, the 'uh' being the only indication that she had been caught off guard. Mithril contained a laugh. He had always loved tripping up politicians and business ponies. Something about it just made him want to burst out laughing. "Well, um, may I offer you two some tea?" Rarity asked, her soft smile returning.

"Oh, no, we just ate." Twilight said. "And I was going to introduce him to Applejack next."

"Ah, of course, well it was wonderful meeting you, Mithril" Rarity told him.

"And a pleasure meeting you, Miss Rarity." He said, taking her hand and kissing it with a bow. He and Twilight left a blushing Rarity behind and continued to walk through the town.

"So, how exactly did you…?" Twilight left the question hanging.

"Know what she was going to ask, or know she had a certain love of 'sophistication?'" Mithril asked, looking over at her.

"Both." Twilight responded simply.

"Well, I've dealt with a number of politicians and salesponies. I've come to recognize that tone that says they want something and they think they can use me for it." He began, "I don't think any less of your friend, of course!" He said quickly. "It's simply business. As to the sophistication, well, the accent and the overall design of her store, combined with her sudden increased interest when Canterlot was mentioned clued me off." Twilight stared at him, rendered speechless by everything he had grasped based simply on Rarity's attitude and her design sense. He smiled a bit bashfully. "Contrary to popular belief, we guards aren't just dumb muscle."

"I guess I really shouldn't be surprised. I learned a while ago not to judge a book by its cover." Twilight said blinking in surprise again. They continued walking for a long time, moving into the outskirts of town and finally to a large farm. Twilight led him around for a while, obviously looking for her friend, when they rounded a corner and bumped into the biggest pony Mithril had ever seen.

The bright red stallion was easily twice Mithril's size. Maybe even three times. His arms were thicker than the swordspony's legs, and his chest was as big around as some trees. He was carrying a barrel on his shoulder, and was chewing on a sprig of wheat.

"Oh! Hello Big Macintosh." Said twilight in surprise. Mithril decided there was no name more fitting for the enormous work horse.

"Hey, Twilight." He said in a slow drawl, with a polite nod to Mithril.

"Um, I don't suppose you know where Applejack is, do you?" She asked, fighting a blush and the urge to look downwards.

"Eeyup. She's in the orchard. She should be on her way back though." Big Mac said.

"Thanks, Big Mac. We'll just wait for her here than."

"Eeyup. Welcome." The big pony said, stepping around them and turning the corner.

"That was easily the _largest_ pony I've ever seen in my life." Mithril commented a moment later.

"Yeah, that's what a lot of people say when they meet Big Mac." Twilight said, laughing a little. They sat and waited, both enjoying the brisk morning air as the sun rose higher in the sky. A few minutes later they heard the creaking of wheels, and an earth pony appeared from a grove of trees, dragging a large wooden wagon filled with apples. She was orange with light blond hair tied back under a Stetson. She blinked when she saw Twilight and Mithril and waved cheerily.

"Hey, Twi!" The earth pony called, walking over to them. "Mighty fine seein` ya here. An yer friend, too." She said with a smile and a nod to Mithril. He nodded in return.

"Hey, Applejack. This is Mithril. He's new in town, and I'd figure I'd show him around, introduce him to some ponies." Twilight explained. "Mithril, this is Applejack. She runs Sweet Apple Acres."

"Well, it's mighty fine to meet ya, Mithril. "Applejack said, holding out her hand to the unicorn. He took it and shook it, meriting a whistle from the mare. "Strong grip ya got there. Ya'll a workin pony?" She said, looking a little dubiously at his horn.

"Well, yes and no. I'm the castle Sword Master, so I basically just train the other guards. But I also act as Princess Luna's personal guard, so I don't get as much activity as I'd like to aside from my own training."

"Well shucks, if ya'll wan a work out, then feel free ta come around here. We c`n always use an extra hand." Applejack said approvingly. "Anyway, I hate ta run, but these apples ain't gonna take care o` themselves." She said. "I'll see ya'll at th` party later." She said with a laugh and walked off. Twilight led him around the barn and out to the front.

"You didn't mention a party later." Mithril said.

"Oh, you'll understand later." Twilight said with a knowing laugh. This confused him, but he took her word for it. They walked down the road for a while longer until they came to a large cottage. They continued on a walkway up to a door, which Twilight knocked on. It was answered quickly by a yellow Pegasus, with a light pink mane.

"Oh!, hello, Twilight," She said with a gentle smile. "What are you doing here…" She had actually managed to get so quiet when she noticed him that even Mithril's sharp ears had trouble making out what she said.

"Hi, Twilight. This is Mithril." She said gesturing to him and stepping aside. "Mithril, this is Fluttershy." She said for her friend. "She takes care of the animals around here."

"He-hello, Mithril." The Pegasus said, trying to hide behind the door without him noticing.

"Um, hello Fluttershy. It's nice to meet you." He said awkwardly, waving slightly. "You take care of animals? Well that's a nice profession." He decided it was best he _not_ mention the part of his training that included combat against wild animals. Or that he just so happened to injure things for a living.

"Oh yes." She said, just the slightest bit louder this time, peeking out from behind the door. "I just love helping my little friends., oh but I just hate seeing them hurt." She replied, her smile growing. Mithril had never had the urge to spontaneously cuddle a pony before, but this Fluttershy's demeanor just made him want to protect her from every little thing. "Oh, um, please, come in. I was just about to have some tea." Fluttershy said, stepping aside.

"Well, it has been a while since we had anything."Twilight said, gesturing for Mithril to enter first. He did so, a bit shyly, and blinked when he what was waiting for him.

A small white bunny had hopped up on a table and was now aggressively staring him down. He'd never had an animal that size stare at him like that. The rabbit seemed to be asking 'Who are you, and why are you in my house?' He wasn't sure, so he simply stared back with a neutral attitude. Twilight and Fluttershy stopped and watched as Mithril and Angel stared each other down.

"Oh, Angel, stop that. He's Twilight's friend and our guest." She said. The rabbit completely ignored her. The creature had a warrior's spirit, Mithril noted. He didn't want to offend his gracious, and timid, host, so he didn't adopt any aggression. So he did the next best thing. He let his eyes roll back until only the whites were showing and went slack-jawed, letting his tongue loll out of his mouth. He then gave himself wall-eyes and waggled his tongue at the rabbit, wiggling his fingers by his ears. When he put his face back to normal he found he had achieved the desired effect. The rabbit seemed so confused that it could no longer muster up any aggression. He heard giggling nearby and gave a shrug in Twilight and Fluttershy's direction.

"I've never seen anyone get so… creative in dealing with animals before." Fluttershy commented.

"Well, He seemed to think I was intruding, so rather than respond aggressively, I responded in a way he_ didn't_ expect." Mithril said, smiling warmly. Fluttershy giggled again and went into her kitchen to prepare the tea. They sat for a time and simply sipped away, with him and Twilight doing most of the talking.

Afterwards, they said their goodbyes and headed back towards the town. On the outskirts the received a surprise as a cyan blur dropped out of the sky and front of them and left a trail in the dirt. A Pegasus with a literal rainbow for her mane and tail sat up and shook her first at the sky, dirt covering her short top, her exposed midriff, and the front of her jeans.

"Dammit! I swear I almost had it!" She exclaimed in a raspy voice, then blinked as she noticed the two ponies in front of her. "Oh, Hey, Twilight. Who's your friend?" She asked as if she hadn't come plummeting out of the air in front of them.

"Hi, Dash. This is Mithril." She said, arching an eyebrow at the Pegasus as she stood up. "Mithril, this is Rainbow Dash. She won last year's Best Young Fliers Competition."

"With a Sonic Rainboom if I remember correctly." Mithril noted. Rainbow dash swelled up with pride and began hovering and place.

"Yep! Fastest flier in all of Equestrian!" She exclaimed.

"So Dash, what exactly were you doing?" Twilight asked curiously.

"Trying to pull off another Sonic Rainboom!" Dash said excitedly. "If I became the only Pegasus to pull off not one, but _three_ Sonic Rainbooms, they'd _have_ to let me into the Wonderbolts! I think I pulled up a little too late on that one though."

"Alright, well, don't hurt yourself." Twilight said a little worriedly.

"No worries! I'm sure I can pull it off! Anyway, nice meeting you, Mithril!" She said, and with that she was off.

"Is she always that energetic?" Mithril asked with a cocked eyebrow.

"Trust me. You haven't seen energetic yet." Twilight said. He arched his brow further and followed her back into town, where they stopped in front of a bakery. Twilight took in a deep breath before she pushed the door open, walking inside with Mithril in tow. Almost as soon as the greeting bell rang a large, vaguely pony shaped pink blur began bouncing around them.

"Hi, Twilight, who's your friend? Is he new in town? I'll have to throw him a party! You should have told me earlier he was coming, then I'd have time to prepare, but that's alright I can get a party together like _that_! I'll have to get streamers and balloons, though. My usual supply is running low after my 'Yay for Friday' party. Do you like chocolate or vanilla cake? Or maybe lemon cake?" the bright pink pony with the poofy, curly mane asked as she stopped in front of Mithril. She never seemed to pause for breath.

"Um, I was always partial to lemon cake?" Mithril said, almost as soon as he finished speaking she was back to bouncing.

"Oh boy! I like lemon cake too! Actually I like all cake! Lemon cake, chocolate cake, vanilla cake, strawberry cake, cupcakes, cakes with hot sauce, pancakes, all kinds! So you never told me your name, aren't you going to introduce me, Twilight?"

"Of course. Mithril, this is Pinkie Pie. She's the town's resident party expert. She throws a party for every new pony in town, which is what Applejack was talking about."

"Hi Mithril, I'm Pinkie Pie! That's a funny name. Wow, you have a lot of muscles, Applejack must have liked that! Are you a farmer like her? But no, you're a unicorn, you must cast all kinds of magicy stuff like POW, BOOM, KABLOWY!" She exclaimed, throwing out her hands in odd gestures.

"Um, actually I'm the palace Sword Master. And I don't actually know all that many spells."

"Oooooh! You're a Sword Master? Do you go out and slay big bad nasty dragons, and manticores, and hydras, and evil barons, rescuing damsels in distress? Or do you go around with a band of random adventurers, crawling through dungeons and killing liches, and goblins, and the forces of evil?" She asked excitedly.

"Um, not really. I train the guards, though, and protect Princess Luna." He said with a shrug.

"That's not as fun, but that still sounds cool! You get to hang out with Princess Luna like all the time! She must be the nicest pony in all of Equestria, next to her sister of course. But you should totally go out on random adventures!" She gasped as an idea seemed to hit her, "You could take us! Twilight can be the sorcerer, Dash can be the ranger, Applejack can be the fighter, Fluttershy could be the cleric, Rarity could be the bard, and I don't know what I'd be. Oh! Is there a party thrower class? Cause if there is I'll totally be that!"Mithril couldn't help but blink under the endless assault of words. Did this pony ever run out of energy? And what in Equestria was she talking about? He was extremely thankful when Twilight spoke up.

"Well, Pinkie, It's been nice, but I have to go check of Spike and the Library." She said with an awkward smile.

"Okie dokie lokie! I'll see you both at the party later!" She said, bouncing off into the kitchen. Twilight and Mithril began walking back to the library, Mithril as confused as he had ever been.

"What exactly was….. _that_?" He asked in confusion.

"_That_ was Pinkie Pie. And don't worry. She has that effect on a lot of ponies." Twilight said as she pushed open the door to the library. He scratched his head in bewilderment, deciding that while odd, the pink pony was rather nice.

Mithril spent the rest of the day helping Twilight and Spike maintain the library. There wasn't much to do, so between the three of them they got it done quickly. Afterwards that sat down for a quick lunch, cooled their hooves for a while, and then went out to the party.

It was a rather nice party, the ponies he had met earlier coming up and greeting him happily as Pinkie Pie bounced all around the place, sometimes seeming to teleport from one end of the room to the other. There had been one time he had sworn he saw her dancing, only to turn around and find her standing directly in front of him!

The party lasted well into the night before ponies started heading home. Mithril collapsed in his borrowed bed, slightly drunk from the various alcohols Pinkie had out. One thing he knew for sure about Ponyville, his stay was never going to be dull. Not with ponies like Pinkie around. He slowly drifted off to sleep, wondering idly how Luna was doing.

**Yay! So, yes, this is very much a rough draft. I have to clean it up, and change some things, but I wanted to post it anyway. I did note some problems, mostly story wise. This is the first chapter, so it's bound to be a bit uneventful. Things will indeed pick up, so worry not. I have plans for our oblivious hero and hormonal heroine, you'll just have to wait and see. I hope you enjoyed this first chapter, and I hope you'll tune in for the next 500. Okay, I kid. I'm hoping for a fairly long running story though. **

**~Steel and Velvet**


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